Members: call to vote at EGM 2014

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Members: please vote to increase our profile

We are currently proposing to change the date of the end of our financial year, but a consequence of this will be to delay the next AGM by six months, an action that is currently prevented by Article 9 of the Society’s Articles of Association.

We are to hold an Extraordinary General Meeting on 28th June 2014 to ask our members to vote to allow the one-off waiver of Article 9. The meeting will be between 2pm and 4pm at The Priory Rooms, 40 Bull Street, Birmingham, B4 6AF.

As a member of The Vegan Society we hope that you will make your vote count. You can join us at the meeting and cast your vote or you can use this voting paper to vote by proxy. If you choose to vote by proxy, you can appoint someone else who will be at the meeting to vote on your behalf - the Chair of the meeting or a named individual. But the voting paper must be returned to us by 5pm on Thursday 26th June 2014.

Additional detailed information

Financial year-end change and proposal for a one-off exemption from Article 9

Background

Our current financial year-end is 30th June, whereas most organisations apply the tax or calendar year for this purpose. The July to June financial year results in an audit taking place in August, the Annual Report and Accounts being prepared in September and October, and an AGM in November, which coincides with World Vegan Month. The months leading up to World Vegan Month are the busiest for The Vegan Society, as we prepare public and political engagement campaigns and projects. Looking ‘inward’ while we should be ‘reaching out’ is not the most effective approach.

In 2014, The Vegan Society celebrates its 70th Anniversary in November, which is a particularly busy and special time, to which staff and trustees should be able to fully dedicate their time. Council and the senior management team have concluded a change to the regular financial year to run from January to December is the best way forward. The period of changeover (July 2013 to December 2014), would become an 18 month financial reporting period.

An additional reason to change the financial year-end is a recent change in the providers of our accounting software. We currently use Access Dimensions financial software. Although functional, we experience problems with the software that makes our work inefficient. In order to save staff time and to facilitate good planning and reporting (including project costing), we are keen to change to better software. This will incur changeover costs. The Access company recently underwent a buy-out, and the conditions of our contract have changed. We were unable to negotiate a 6 month licence with Access, which would have given us flexibility. Our current licence is valid until March 2015, meaning that if we wished to change software without losing a significant amount of money on licences, we would need to change mid-year.

This would involve extra work and wages. It would also make financial planning and reporting more complicated.

If we changed our current year-end from July to December with immediate effect, we would be in a position to change accounting software at the change of financial years, which would save a substantial amount of time, and make planning and reporting more functional and easier to understand. We should have enough time left on our Access licence to complete the year-end process, and if we required access to our data following this (if we decide not to import all of our data into the new software enabling us to start with ‘clean data’), we could then purchase a significantly cheaper single-user, read-only licence from Access.

Why has this decision become urgent?

This decision is time sensitive. We need to inform our auditors as soon as possible so that they can amend their timetable for us. In addition, the decision will affect the budgets we are drawing up for the coming year.

How this affects The Vegan Society’s Articles of Association

Charities are allowed to change their year-end, but are required to register the change with Companies House and the Charity Commission. The interim financial period can be as short as 6 months or a maximum of 18 months. We strongly suggest extending the current period to 18 months (to end the 2013-2014 financial year in December 2014) to fit in with other plans as described, to minimise workload, and to prevent any extra costs in relation to audit fees.

Article 9 of The Vegan Society’s Articles of Association states:

“The Society shall hold a General Meeting in every calendar year as its Annual General Meeting at such time and place as may be determined by the Council, and shall specify the meeting as such in the notices calling it, provided that every Annual General Meeting except the first shall be held not more than fifteen months after the holding of the last preceding Annual General Meeting, and that so long as the Society holds its first Annual General Meeting within eighteen months after its incorporation it need not hold it in the year of its incorporation or in the following year.” [emphasis added]

Proposal

A one-off exemption from Article 9 is required. Following the last day of the new financial year, 31st December, accounts will be audited, reports prepared and the AGM for 2013-2014 will be held in 2015.

An Extraordinary General Meeting (EGM) will be held on Saturday 28th June from 2-4pm at the Priory Rooms, 40 Bull Street, in Birmingham to discuss and vote on this proposal. Going forward, holding AGMs in the spring as opposed to November will significantly help the operational running of The Vegan Society.

Your vote counts! Please attend the EGM or cast your vote on this voting paper and return it before 5pmonThursday 26th June 2014.